1、ACCA 考试 F4 公司法与商法（Hong+Kong）真题 2010 年 6 月及答案解析(总分：100.00，做题时间：180 分钟)一、ALL TEN questions ar(总题数：1，分数：0.00)1.In relation to the legal system of the Hong Kong Special Administrative Region, explain the sources of law of the Special Administrative Region. (10 marks)（分数：10.00）_In relation to employment
2、law, explain the following: （分数：10.00）(1).(a) Summary dismissal; (5 marks) （分数：5.00）_(2).(b) Constructive dismissal. (5 marks)（分数：5.00）_2.In relation to Partnership Ordinance (Cap.38), explain what is a partnership. (10 marks)（分数：10.00）_In relation to agency law, explain: （分数：10.00）(1).(a) The role
3、of an agent in the formation of a contract for the principal. (3 marks) （分数：5.00）_(2).(b) The potential liabilities of the principal and the agent, including both disclosed and undisclosed agents. (7 marks)（分数：5.00）_3.Explain the fiduciary duties of the directors of a company. (10 marks)（分数：10.00）_4
4、In relation to fraudulent behaviour, explain what is fraudulent trading and identify who is liable for fraudulent trading. (10 marks)（分数：10.00）_5.In relation to company law, discuss the following statement in common law: A company is a different person altogether from its shareholders. (10 marks)（分
5、数：10.00）_Money Bank (the Bank) received an application for a loan from a company (the Loan). The company submitted a copy of the companys annual report to the Bank to support the application. The report, which was an unqualified one, contained negligent misstatements by the auditors preparing the re
6、port. In reliance upon the report, the Bank granted the Loan to the company. Required: In relation to professional negligence: （分数：10.00）(1).(a) Advise the auditors as to whether they owed a duty of care to Money Bank. (5 marks) （分数：5.00）_(2).(b) Advise whether the auditors would owe a duty of care
7、to Money Bank if the auditors gave the report to them directly with the knowledge that the Bank would rely on the report to determine the granting of the Loan. (5 marks)（分数：5.00）_6.Alex is the owner of a furniture shop. Two days ago, Betty went to the shop and asked for the selling price of a piece
8、of furniture. Alex told Betty that there was a special offer under which the furniture was to be sold at a reduced price and that the offer would only last for two weeks. Betty told Alex that she needed time to think about the offer. The next day, Betty returned to the shop to buy the furniture. Fro
9、m a poster on the wall right outside the shop, she discovered that the selling price for the furniture was the regular one. Required: In relation to contract law: Advise Betty as to whether she could buy the furniture at the special price. (10 marks)（分数：10.00）_7.ABC Ltd is a company running a comput
10、er retailing business. Recently, a bank has offered to advance to the company a sum of money by way of a charge. The charge demands the company to use all the computer stock of the company as security for repayment. The charge document also provides that the charge will be crystallised if the total
11、liabilities of the company should exceed HK$5 million. Required: In relation to the loan capital of a company: Advise the company as to the nature of the charge and the consequence if the liabilities of the company should exceed HK$5 million. (10 marks)（分数：10.00）_ACCA 考试 F4 公司法与商法（Hong+Kong）真题 2010
12、年 6 月答案解析(总分：100.00，做题时间：180 分钟)一、ALL TEN questions ar(总题数：1，分数：0.00)1.In relation to the legal system of the Hong Kong Special Administrative Region, explain the sources of law of the Special Administrative Region. (10 marks)（分数：10.00）_正确答案：( )解析：In relation to employment law, explain the following
13、 （分数：10.00）(1).(a) Summary dismissal; (5 marks) （分数：5.00）_正确答案：( )解析：(2).(b) Constructive dismissal. (5 marks)（分数：5.00）_正确答案：( )解析：2.In relation to Partnership Ordinance (Cap.38), explain what is a partnership. (10 marks)（分数：10.00）_正确答案：( )解析：In relation to agency law, explain: （分数：10.00）(1).(a) Th
14、e role of an agent in the formation of a contract for the principal. (3 marks) （分数：5.00）_正确答案：( )解析：(2).(b) The potential liabilities of the principal and the agent, including both disclosed and undisclosed agents. (7 marks)（分数：5.00）_正确答案：( )解析：3.Explain the fiduciary duties of the directors of a co
15、mpany. (10 marks)（分数：10.00）_正确答案：( )解析：4.In relation to fraudulent behaviour, explain what is fraudulent trading and identify who is liable for fraudulent trading. (10 marks)（分数：10.00）_正确答案：( )解析：5.In relation to company law, discuss the following statement in common law: A company is a different pe
16、rson altogether from its shareholders. (10 marks)（分数：10.00）_正确答案：( )解析：Money Bank (the Bank) received an application for a loan from a company (the Loan). The company submitted a copy of the companys annual report to the Bank to support the application. The report, which was an unqualified one, cont
17、ained negligent misstatements by the auditors preparing the report. In reliance upon the report, the Bank granted the Loan to the company. Required: In relation to professional negligence: （分数：10.00）(1).(a) Advise the auditors as to whether they owed a duty of care to Money Bank. (5 marks) （分数：5.00）
18、正确答案：( )解析：(2).(b) Advise whether the auditors would owe a duty of care to Money Bank if the auditors gave the report to them directly with the knowledge that the Bank would rely on the report to determine the granting of the Loan. (5 marks)（分数：5.00）_正确答案：( )解析：6.Alex is the owner of a furniture sh
19、op. Two days ago, Betty went to the shop and asked for the selling price of a piece of furniture. Alex told Betty that there was a special offer under which the furniture was to be sold at a reduced price and that the offer would only last for two weeks. Betty told Alex that she needed time to think
20、 about the offer. The next day, Betty returned to the shop to buy the furniture. From a poster on the wall right outside the shop, she discovered that the selling price for the furniture was the regular one. Required: In relation to contract law: Advise Betty as to whether she could buy the furnitur
21、e at the special price. (10 marks)（分数：10.00）_正确答案：( )解析：7.ABC Ltd is a company running a computer retailing business. Recently, a bank has offered to advance to the company a sum of money by way of a charge. The charge demands the company to use all the computer stock of the company as security for
22、repayment. The charge document also provides that the charge will be crystallised if the total liabilities of the company should exceed HK$5 million. Required: In relation to the loan capital of a company: Advise the company as to the nature of the charge and the consequence if the liabilities of the company should exceed HK$5 million. (10 marks)（分数：10.00）_正确答案：( )解析：
